On 20th January 2016, the Court of Appeal restricted Brendan Walsh, Catherine Walsh and Patrick Walsh for a period of five years.

The Director of Corporate Enforcement AND Brendan Walsh AND Catherine Walsh AND Patrick Walsh. In the Matter of Walfab Engineering Limited AND R.P.B. Products Limited AND in the Matter of Section 160 of the Companies Act 1990.

Under Section 160(2)(h) of the Companies Act 1990 (as amended by section 42(b) of the Company Law Enforcement Act 2001), the Director may seek the disqualification of the directors of a company, which has been involuntarily struck off the Register of Companies pursuant to Section 12 of the Companies (Amendment) Act 1982, at a time when the companies continued to have liabilities.

High Court Outcome:

On the 23rd July 2014, Justice Barrett declined to make disqualification Orders against Brendan Walsh, Catherine Walsh, or Patrick Walsh who were directors of Walfab Engineering Limited. Justice Barrett also declined to make disqualification Orders against Brendan Walsh and Patrick Walsh as directors of R.P.B. Products Limited. A copy of Justice Barrett’s written Judgment appears below.

On the 7th October 2014, Justice Barrett refused an application for costs against the Director of Corporate Enforcement in favour of the directors of these companies.

Appeal:

The Director of Corporate Enforcement appealed the decision of the High Court to the Court of Appeal. The case was heard before the Court of Appeal on the 6th October 2015 and Judgment was reserved. On 20 January, 2016, the Court of Appeal delivered its Judgment setting aside the High Court order refusing to disqualify the Respondents. In lieu therefor, it substituted Declarations of Restriction under Section 150 of the Companies Act 1990 (pursuant to Section 160(9A) of the Companies Act 1990). The Declarations of Restriction were made in respect of all three Respondents for the mandatory period of five years from the 20th January 2016.

Court of Appeal Outcome:

The consequence of the Court of Appeal decision is that Brendan Walsh, Catherine Walsh and Patrick Walsh are prevented from being a company director or secretary or being involved in the formation or promotion of any company, unless it is adequately capitalised. In the case of a public limited company, the capital requirement is €317,435, and in the case of any other company, €63,487. In both cases, the allotted share capital must be fully paid up in cash.

Notes:

On the 1st June 2015, section 842(h) of the Companies Act 2014 replaced section 160(2)(h) of the Companies Act 1990

On the 1st June 2015, section 845(3) of the Companies Act 2014 replaced section 160(9A) of the Companies Act 1990